USA Employee Stock Purchase Plan (payroll deduction based)

Give employees a chance to participate in the company under this payroll-deduction based Employee Stock Purchase Plan.

• Employees are given the opportunity to acquire a proprietary interest in the company by purchasing shares through automatic payroll deductions.
• The employee may reduce or increase the amount of payroll deduction at certain times.
• The employee will be granted a separate purchase right for each offering period, which will be automatically exercised in installments on each successive purchase date within the offering period.
• The employee may terminate outstanding purchase rights at any time prior to the next scheduled purchase date.
• Shares may not be transferred until they have been held at least one year.

This payroll-deduction based employee stock purchase plan is for U.S. companies and is prepared in accordance with United States laws and regulations.